Gammacan International Inc - Current report filing (8-K)
November 05 2007 - 1:45PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
October 30, 2007
(Date of Earliest Event Reported)
GAMMACAN INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
Delaware
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0-32835
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33-0956433
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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39 Jerusalem St.
Kiryat Ono 55423 Israel
(Address of principal executive offices)
(972) (3) 738-2616
(Registrants telephone number, including area code)
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(Former name or former address, if changed since last report.)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
ITEM 5.02
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Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers
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On October 30, 2007, Mr. Shmuel Levi resigned from his positions as member of the Registrants board of directors, audit committee and compensation committee and chairman of the audit committee. There were no disagreements with the Registrant on any matter related to its operations, policies or practices. Mr. Levi will continue to serve the Registrant as a consultant.
In
connection with the foregoing resignation, on October 30, 2007, Mr. David
DeMedio
was
appointed to fill the vacancy on the Registrants board of directors
and was additionally appointed to the Registrants audit committee and
compensation committee. The Registrants board determined that Mr. DeMedio
is an audit
committee financial expert. Mr. Josef Neuhaus was appointed chairman
of the audit committee to replace Mr. Levi.
Mr.
DeMedio, age 36, currently serves as Chief Financial Officer of USA Technologies,
Inc. (NASDAQ: USAT), a provider of wireless networking, cashless transactions,
asset monitoring and energy management products, and has held this position
since April 2005. Since joining USA Technologies in March 1999, Mr. DeMedio
has held various positions including Vice President-Financial & Data
Services, interim Chief Financial Officer, Director of Network and Financial
Services, and Controller. Prior to joining USA Technologies, Mr. DeMedio
was employed by Elko, Fischer, Cunnane and Associates, LLC as a supervisor
of its accounting and auditing and consulting practice. Prior thereto, Mr.
DeMedio held various accounting positions with Intelligent Electronics, Inc.
Mr. DeMedio graduated with a Bachelor of Science in Business Administration
from Shippensburg University and is a Certified Public Accountant.
The
Registrant granted Mr. DeMedio options to purchase a total of 225,000 shares
of its common stock under the Registrants 2007 Global Share Option
Plan at an exercise price of $0.41 per share, one third vesting on each of
the first, second and third anniversaries of Mr. DeMedios appointment.
Further, the Registrant entered into its standard form of indemnification
agreement with Mr. DeMedio. The Registrant also amended Mr. Levis
option agreements so that his 225,000 options previously granted to him will
continue to vest and be exercisable under the terms of such agreements.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: November 5
,
2007
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GAMMACAN
INTERNATIONAL, INC.
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By:
/s/
Patrick
N.J. Schnegelsberg
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Name: Patrick
N.J. Schnegelsberg
Title: Chief Executive Officer
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